Death of director

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soniya agrawal (Querist)
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18 December 2013 ok. but I want to know that whether any other person has to appoint as direcor in his place to comply sec. 252, or single director is sufficient.

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)
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18 December 2013 As per regulation 75 of Table A, one director alone shall constitute quorum for the limited purpose of appointment of a new director.

So if the AOA of the company do not provide otherwise, the live director can convene a board meeting and appointment an 'additional director' to meet the bare requirement of law.

Ajay Mishra

Ajay Mishra (Expert)
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18 December 2013 As per your queries, appointment of director where director of the company is less than the quorum fixed by article for the meeting of the Board. In your case the, the quorum is not, because of the death of one director out of the two director.

In such case you must follow the provision of your company articles read with clause 75 of the Schedule I- Table A of the Companies Act, 1956.

Regulation 75:

In Case the director of the company is less than two or the no. of director fix for the quorum, then the remaining director (continuing director or directors) may act for the purpose of increasing the no. of directors to that fixed for the quorum or summoning a general meeting of the company, but no for other purpose.